TERMS OF USE

Top5.com

Thank you for using Top5.com’s website. Access to and use of Top5.com’s sites are provided subject to the following Terms of Use:

These Terms of Use apply to this website, and Top5.com. In addition, the owner of Top5.com owns several other domain names that point to this site, and we will from time to time add new sites (collectively, “we”, “us” or “our website”) that may or may not be listed in the Terms of Use.

PLEASE READ THESE TERMS OF USE CAREFULLY, AS YOUR USE OF THIS SITE, ITS SERVICES AND ANY OTHER Top5.com SERVICES CONSTITUTES ACCEPTANCE OF THESE TERMS OF USE AND THE PRIVACY POLICY POSTED ON THIS SITE WHOSE TERMS AND CONDITIONS ARE INCORPORATED HEREIN AS THOUGH FULLY SET FORTH BY REFERENCE. BY ACCESSING OR USING ANY PART OF THIS WEBSITE OR THESE SERVICES, YOU ACCEPT, WITHOUT LIMITATION OR QUALIFICATION, THESE TERMS OF USE. IF YOU DO NOT AGREE WITH ALL OF THE TERMS OF USE SET FORTH BELOW, YOU MAY NOT USE ANY PORTION OF THIS WEB SITE OR THESE SERVICES.

Top5.com may, in its sole discretion, modify or revise these Terms of Use at any time by updating this web page. You are bound by any such modification or revision and should therefore visit this page periodically to review the terms. All references, protections, benefits and limitations of liability set forth in these Terms of Use and applicable to Top5.com apply equally to Centerfield Media Holdings, LLC.

1. NO FINANCIAL ADVICE; RISK

We do not provide tax, legal or investment advice. Top5.com does not guarantee the safety or legality of the information provided or the products or services offered. You should exercise as much caution as you would typically exercise with any purchase of products or services. The above is not intended as an all-inclusive list of risks or a substitute for independent legal or financial advice. Always seek advice from qualified advisors, and read and understand all enrollment materials carefully.

The information contained at our website and/or any advice or comments made by any agent or employee of Top5.com are intended only to educate and assist clients, applicants, visitors, and the like. This information is provided for informational purposes only and is not meant to be a substitute for professional counseling and advice from certified legal or financial professionals.

2. SERVICES

Top5.com provides a matching service that allows you to input your information once and receive quotes or calls from multiple people/organizations to provide you a convenient, fast method for evaluating your options and making informed decisions relating to a particular service that is being advertised. We do not offer or provide these counseling or financial services, and there is no charge to consumers for the use of our matching service. By using this service, you expressly waive any claim against us relating to the quality of any services we match you with, and understand that we are not responsible for the quality of any services you ultimately select.

By using our service and providing your personal contact information, you agree that one or more of the companies you are matched with may contact you by email, telephone, mail or any other method of communication. You request and expressly consent to receive any telephone call including without limitation any autodialed or prerecorded telephone call to any telephone number including without limitation any wireless telephone number, which could result in charges to you from independent providers of the services we match you with, regardless of whether your contact information appears on any federal or state No Call Registry. You acknowledge that such consent is not a condition of purchase. Your information may also be sent to other service providers who may also contact you independent of us.

We seek to connect consumers with companies that provide a variety of services. Statements relating to potential results from these services may apply to one type of service but not another.

Any financial or other relationship entered into between you and any third party that arose from information received or accessed through this website or Top5.com is solely between you and the third party. Top5.com is not a party to your agreements and you assume sole liability for any such agreements. We are not responsible for any transaction that may occur between you or your company and a Top5.com client.

The providers are from companies or industries that may require licensing, bonding, registration or other prerequisites in order to lawfully do business in your state. We encourage you to check with the appropriate agency to be certain any requirements are being met. Individual program fees and results vary, and programs may be unavailable in some states.

The fact that you are matched with a provider that offers you a particular solution should not be intended to suggest that the solution is right for you, or that Top5.com endorses any particular provider or solution. You are strongly encouraged to consult with an attorney and/or a qualified financial advisor prior to making any decision that could have significant legal or financial consequences to you.

Should you have a dispute with any of Top5.com’s suppliers/vendors that you are matched with, you must address such dispute to the supplier/vendor directly, and by using this website you hereby agree to release Top5.com (and our employees, agent, and affiliated entitles, if any, and their employees and agents) from any damages or claims (including consequential and incidental damages) of every kind or nature, suspected and unsuspected, known and unknown, and disclosed or undisclosed, arising out of or in any way connected with such disputes and your dealings with such matched individuals or organizations.

We value our integrity and as a company and individuals, we are committed to providing you with a positive experience. If for any reason, you are not completely satisfied with our service, please email us at: customerservice@Top5.com to discuss your concerns.

3. YOUR USE OF Top5.com SERVICES

You agree that by entering your personal information and submitting it to Top5.com, you are entering into a business relationship with Top5.com, requesting that it distribute your information to its contracted marketing partners, and you expressly consent and request to be contacted by Top5.com, its employees, representatives, agents and third party contracted vendors with promotions and offers relating to your request even if the entered telephone number is currently on a federal, state, or wireless Do Not Call list. By submitting your personal information, you expressly consent to be contacted by Top5.com and it’s contracted marketing partners, including without limitation any autodialed or prerecorded telephone call to any telephone number including without limitation any wireless telephone number, which could result in charges to you. You acknowledge that such consent is not a condition of purchase. It is expressly understood that these contacts, telephone calls, emails, letters, and faxes are being made pursuant to your request for such communications. These contacts are necessary so that that we may provide the services set forth on our site that you requested, to service your account, to reasonably address matters pertaining to your account or for other reasonable purposes related to our business.

It is agreed that your use of Top5.com services is for the purposes provided therein and not for any other purpose including advertising or competitive intelligence. You acknowledge that Top5.com screens your requests and has the right (but not the obligation) in our sole discretion to deny any request that is in violation of these Terms of Use.

If it is determined or suspected by Top5.com in its sole discretion that you are misusing or attempting to misuse or circumvent the Top5.com services or system, or are using or attempting to use it for any inappropriate purposes, including but not limited to activities such as hacking, fraud, advertising, cartelling or spamming, Top5.com reserves the right, in its sole discretion, to immediately terminate your access without notice and to instigate without notice appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including, but not limited to, lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.

In this connection, you acknowledge that if you violate your obligation hereunder not to cartel (i.e., if you use our system as part of an attempt to solicit or sell leads to our clients), in addition to all other remedies available to Top5.com, we will be entitled to liquidated damages in the amount of Fifty Thousand and 00/100 Dollars ($50,000.00). You agree and acknowledge that these liquidated damages are a fair and accurate estimate of Top5.com’s actual damages resulting from a breach of this provision and shall not be construed as penalty or punitive damages against you.

4. INFORMATION YOU PROVIDE TO US

When using Top5.com services, you will be prompted to disclose certain information about yourself and your personal situation. This information will be sent to matching individuals or organizations which will need this information to respond to you. You promise that you will only complete a quote request for yourself. You promise that you are at least 18 years of age. You promise that all information you provide will be accurate, current and truthful to the best of your knowledge. If you provide any information that is untrue, not current or incomplete, or Top5.com has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Top5.com has the right to refuse you any current or future use of the Top5.com services. You are responsible for any use of the Top5.com services by persons to whom you intentionally or negligently allow access to your password. Your acceptance of these Terms of Use indicates that you expressly consent to our use and disclosure of your personal information in accordance with our Privacy Policy.

5. YOUR USE OF Top5.com CONTENT

Top5.com also provides content including, but not limited to, text, software, photographs, graphics, data, and other material (“Content”) that are protected by copyright and other laws in both the United States and elsewhere. The Content includes both content owned or controlled by the Top5.com and content owned or controlled by third parties and licensed to Top5.com. Top5.com authorizes you to view and download a single copy of the Content on the site solely for your personal, non-commercial use. You may not sell or modify the Content or reproduce, display, publicly perform, distribute, or otherwise use the Content in any way for any public or commercial purpose without the written permission of Top5.com. As a condition of your use of this site, you warrant that you will not use this site for any purpose that is unlawful or prohibited by these terms, conditions, and notices.

Use of Top5.com Content for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

6. LINKS TO THIRD PARTY SITES

There are links in the Top5.com web site that will let you leave Top5.com’s web site. The linked sites are not under the control of Top5.com and Top5.com is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. Top5.com is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Top5.com of the site.

7. UPGRADES, SUPPORT AND NOTICES

From time to time, Top5.com may send you information and offers about upgrades, documentation, special announcements and other services offered by Top5.com. You acknowledge and agree that Top5.com has the right to do so. If you do not wish to receive these communications, you can choose to opt out of these communications by changing your notification preferences as described in our Privacy Policy. Notwithstanding the foregoing, under no circumstances will Top5.com or any of its individuals or organizations have any obligation to provide you with upgrades, enhancements, modifications, or support for the Services provided. You understand and agree that it is your responsibility to inform Top5.com of your choice not to receive emails or other contact from it. If you do not, Top5.com will assume that you want to receive such, and will continue to send such to you, in its sole discretion.

8. NO WARRANTIES

Top5.com does not fully evaluate any company, organization, or individual, or their respective offers, that are accessible through this website. While we use some care in selecting our associates and affiliates, we make no express or implied warranty or representation, nor are we liable for any direct, indirect or consequential damage arising in connection with respect to any of the programs, services or products accessed through this website.

Any financial or other relationship entered into between you and any third party that arose from information received or accessed through this website or Top5.com is solely between you and the third party. Top5.com is not a party to your agreements and you assume sole liability for any such agreements.

THIS WEB SITE, INCLUDING ALL CONTENT MADE AVAILABLE ON OR ACCESSED THROUGH THIS WEB SITE, IS PROVIDED “AS IS”. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, Top5.com MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON WEB SITE. FURTHER, Top5.com DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Top5.com DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THIS WEB SITE OR ANY MATERIALS OR CONTENT CONTAINED HEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEB SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. Top5.com SHALL NOT BE LIABLE FOR THE USE OF THIS WEB SITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED HEREIN. IN NO EVENT WILL Top5.com BE LIABLE UNDER ANY THEORY OF TORT, CONTRACT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY LOST PROFITS, LOST DATA, LOST OPPORTUNITIES, COSTS OF COVER, EXEMPLARY, PUNITIVE, PERSONAL INJURY/WRONGFUL DEATH, SPECIAL, INCIDENTAL, INDIRECT OR OTHER CONSEQUENTIAL DAMAGES, EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES REGARDLESS OF WHETHER OR NOT EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

If any part of these warranty disclaimers or limitations of liability is found to be invalid or unenforceable for any reason, then our aggregate liability for all claims under such circumstances for liabilities that otherwise would have been limited, shall not exceed the greater of fifty dollars ($50.00) or the amount paid by you to Top5.com for your use of any services.

You agree to indemnify Top5.com, and its subsidiaries, affiliates, officers, employees, agents, and co-branders and hold them each harmless from any and all claims or demands, including attorney’s fees, made by any third party due to or arising from your use of the Top5.com services or connection to the Top5.com web site or your violation of the Terms of Use, or arising from your violation of any rights of a third party.

YOU HEREBY AGREE TO WAIVE ALL LAWS THAT MAY LIMIT THE EFFICACY OF SUCH RELEASES CONTAINED HEREIN. FOR EXAMPLE, YOU SPECIFICALLY AGREE TO WAIVE THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

The Terms of Use will inure to the benefit of Top5.com’s successors, assigns and licensees. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. The failure of Top5.com to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Top5.com services or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms of Use are for convenience only and have no legal or contractual effect.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Top5.com as a result of this agreement or use of this Web site.

9. GOVERNING LAW

The laws of the State of California shall govern this Legal Statement.

10. INTERNATIONAL ACCESS

Our website is provided from the United States of America and all servers that make it available reside in the U.S.A. The laws of other countries may differ regarding the access and use of the website. We make no representations regarding the legality of this website in any other country and it is your responsibility to ensure that your use complies with all applicable laws outside of the U.S.A.

11. BINDING ARBITRATION

Any dispute, claim or controversy (collectively the “Controversy”) arising out of or related to these Terms of Use, the breach hereof, the termination, enforcement, interpretation or validity hereof or any other matter related directly or indirectly to these Terms of Use shall be settled by binding arbitration in Los Angeles, California, in accordance with the rules of The American Arbitration Association (“AAA”). Judgment entered upon the award rendered may be enforced by appropriate judicial action pursuant to California law. The arbitration panel shall consist of a single arbitrator agreed to by each party hereto within thirty (30) days following notice by one party that it desires arbitration. If the parties are unable within such thirty (30) day period to agree upon an arbitrator, then the arbitrator shall be selected by the AAA, which arbitrator shall be experienced in the area of limited liability companies and who shall be knowledgeable with respect to the subject matter area of the Controversy. The losing party shall bear any feesand expenses of the arbitrator, other tribunal fees and expenses, reasonable attorneys’ fees of both parties, any costs of producing witnesses and any other reasonable costs or expenses incurred by such losing party or the prevailing party. The arbitrator shall render a decision within thirty (30) days following the close of presentation by the parties of their cases and any rebuttal. Judgment on the award may be entered in any court having jurisdiction. The parties shall agree within thirty (30) days following selection of the arbitrator to any prehearing procedures or further procedures necessary for the arbitration to proceed, including interrogatories or other discovery. Arbitration shall proceed solely on an individual basis without the right for any Controversy to be arbitrated on a class action basis or on any basis involving any Controversy brought in a purported representative capacity on behalf of others. You are agreeing to have all disputes decided by neutral arbitration, you are giving up any rights you might possess to have such disputes litigated in a court or jury trial, and you are giving up your judicial rights to discovery and appeal. If you refuse to submit to arbitration after agreeing to this provision, you may be compelled to arbitrate. You hereby confirm that your agreement to this arbitration provision is voluntary.

This agreement constitutes the entire agreement between you and Top5.com with respect to this site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and Top5.com with respect to this site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.